The Spider Avenger
by Battler127
Summary: What if Spider-Man was a founding member of a team of the Earth's Mightiest Heroes? What if along the way he gained a protege who had the powers of a friend of his? What if he had friends to back him up? Find out how different Spider-Man's life would be in these strange twists. Rated T for now, may be M later on. Up for adoption
1. Chapter 1: Bittersweet Twenty-First

_**Chapter 1: Bittersweet Twenty-First**_

"Where is he?" A twenty-one year old young man with black hair, wearing a red shirt and a black motorcycle jacket asked a red head girl wearing a black sleeveless shirt. "It's not really a party without the guest of honor."

"Relax, Harry he'll be here." The red head said although she was wondering too.

"Be here?" Harry Osborn asked her incredulously. "MJ, when exactly has Peter been somewhere fun in the last five years?"

"… Point." Mary-Jane Watson gave him that one. "But still it's not every day you turn twenty-one."

Harry laughed as he gave his girlfriend a one armed hug. "Maybe he will show up." He decided to say with a smile. "After all, what could he be doing?"

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"I'm missing out on a party for this?!" A young man wearing red and blue spandex with web patterns on it as well as a spider emblem on his chest weaved his way out of electricity shooting around him.

"Hold still, bug!" A man, wearing a green suit with lightning bolt symbols all over it, roared in fury. "You've messed with me for the last time!"

"So you say, Maxie." Spider-Man said as he did a lazy side flip and landed on the side of a building. "Hey my phone died a few minutes ago, you mind helping me out?"

"Grr." Sparks flew off of Electro as he shot a beam of electricity at the web head.

**(Spider-Sense: MOVE!)**

Feeling the air slow down, Spider-Man moved to the left as the electricity passed by him and he saw Electro having a shocked look before webbing the man in the eyes.

"Geez, it was just a question, Sparky." Spider-Man quipped as Electro was trying to rip the webbing off his eyes. "No need to blow a fuse." '_Have to think fast, if Electro gains enough power, he'll blow up the whole block._'

Looking around, Spider-Man spied a water tower a few rooftops away, but he heard a sizzling sound and knew that Electro finally decided to burn the webbing off as his Spider-Sense went off again.

**(Spider-Sense: Get your ass in gear)**

Jumping into the air as another blast of electricity zapped the spot where he was standing, Spider-Man shot a strand of webbing and launched himself forward. "Miss me, miss me now you've gotta kiss me." Spider-Man taunted before he shivered, after thinking about it. "On second thought, I don't swing that way."

"You won't get away!" Electro flew off after him as he began to shoot more sparks at the red and blue clad hero. "Hold still and let me fry you!"

"Right." Spider-Man stated sarcastically as he moved his way around the attacks. "And why don't I watch you do the ballerina while we're at it?"

**(Spider-Sense: STFU AND MOVE!)**

Electro let out a roar of fury as a giant beam of pure electricity erupted from him and Spider-Man had to let go of his web line and let him fall, as the beam barely missed his head and took out a part of a building, which was abandoned thankfully.

'_Damn._' That was Spider-Man's only thought before his Spider-Sense went off again as a second beam slammed into him sending him sliding past the water tower with some burn marks on his costume and he was sure that he broke something. '_Most people see stars, I see pain._'

"Not so tough now are you?" Electro asked mockingly as he landed in front of Spider-Man, not seeing the water tower behind him in his delusion of victory. "I've waited a long time for this."

Feeling dazed, Spider-Man lifted his head to see Electro smirking at him, but he raised his hands and shot two web lines at the water tower behind him.

Electro busted out laughing as the webbing went past him. "Can't aim straight wall crawler?" He taunted before he noticed Spider-Man straining himself, so he spun around right as the water tower broke with the water rushing towards him. "**OH SHI-!**" He got out before he was engulfed by the water.

"Lights out." Spider-Man deadpanned as he leaned back with his head looking at the sky as Electro blacked out. '_Alright, Electro is down and out. I'm in a lot of pain and probably have burns on various parts of my body. I hope that my camera took some pictures to give to old chuckles… What is missing-?_'

"Freeze!" The rooftop door was kicked open by the police as they aimed their guns at him.

"… Now all is right with the world again." Spider-Man muttered in exhaustion before he looked at them. "How come you guys show up after the super villain is down?"

Honestly, that concerned him a bit… He swears that the Police just leave him to fight the nut jobs before coming in to arrest him… Then again most of these nut jobs have freaking super powers so he would understand why.

The officers seemed to glare at him for that scathing remark, but right now Spider-Man didn't care. He was in pain, exhausted and he just wanted to go home and sleep for the next day to come, birthday or no-…

'_OH CRAP!_' Spider-Man suddenly remembered the party as he jumped up and shot a web line, moving to the left as a gunshot barely missed him. "Sorry officers, but I just remembered that I'm extremely late for an appointment!"

"**GET BACK HERE YOU SON OF A-!**" That was all Spider-Man heard as he was already gone.

'_Nice guy._' Spider-Man thought as he picked his camera up before speeding off towards a local club in Times Square.

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Spider-Man landed on a roof as he hopped on one foot changing into a pair of pants that he pulled out of a backpack that he hid on that particular rooftop. "Man, oh man I hope I'm not late." Spider-Man muttered as he finally managed to pull them up, before putting on a blue shirt and brown light jacket. "Harry and MJ will kill me if I missed it." He finished changing by pulling his mask off to show a brunette young man with caramel eyes, and shoving it in his jacket pocket.

When he finished changing, Peter Parker stood in Spider-Man's place before he ran inside the door only to see Harry walking by, but he stopped on seeing Peter walk in. "How the hell did you get on the roof?" Harry asked dumbfounded, because he was just up there a few seconds ago.

"Uh… Parkour." Peter answered feeling thankful that he took a class on that for an excuse on some of the stuff he could pull.

Harry just blinked before he chuckled. "Your Aunt is going to kill you if she hears about this."

"You wouldn't." Peter went pale as Harry busted out laughing. "Oh man, you're just getting back at me for being late-."

"Actually, you're on time." Harry said with a grin, getting Peter's attention.

"Crazy man says what?" Peter decided to ask with a raised eyebrow.

"It's like this." Harry threw an arm around Peter's shoulder as he led the guy to his own party. "MJ knew that if we told you the real time then you would be late, so we told you to come an hour early."

Opening his mouth to say something, Peter shut it as he processed what was said, before he chuckled. "You guys must be criminal masterminds."

Harry grinned widely. "How did you know?" He joked causing the two to laugh.

"Told you he would come." MJ said to Harry as she held out her hand causing Harry to grumble as he put some bills in her hands.

"You guys had a bet to see if I would show?" Peter asked incredulously before he glared at Harry. "And you were against me showing up?!"

"Given your track record, I wasn't sure if MJ's plan would work." Harry admitted shamelessly.

"… You are a gambling addict." Peter deadpanned earning a friendly punch on the shoulder as he saw a few people that he didn't know socializing. "How many people did you guys invite?"

"I invited a few people." MJ promised him. "Harry however may as well invite everyone from school."

"To be fair I did send out an invite to Liz but well…" Harry let it hang there causing Peter to wince. "Sorry man."

"No, it's alright." Peter told him as he thought about Liz Allen a girl who he liked since High School and was his second girlfriend, but she figured out he was Spider-Man and left him because of the many times that he lied to her about it.

But she didn't reveal his secret, so he was relieved about that.

"What did happen between you two anyways?" MJ asked in confusion since Liz was like a sister to her.

"I don't want to talk about it." Peter said to her even though it happened a year ago. "And thank you for the party guys."

"It's no problem." Harry smiled at him. "You need it after your two jobs." Then Harry frowned. "How the heck do you balance a job as a High School Science Teacher, a part-time Photographer with time spent with MJ, your Aunt and I?"

"The answer is simple." Peter looked at him with a straight face. "I'm secretly a metahuman with the powers of multitasking."

MJ and Harry stared at him for five seconds before they busted out laughing.

It wasn't technically a lie since he was a metahuman, but they didn't know that.

"Stranger things have happened." MJ commented as she tried to catch her breath.

"But seriously, there's no secret." Peter told them. "Hell, I'm late most of the time anyways so that proves that I'm bad at balancing everything out."

"Guys got a point." Harry agreed with a nod before smirking. "Now, enjoy the party."

"Thanks." Peter gratefully said as he walked to see who actually came besides Harry and MJ.

"You had to bring up Liz." MJ gave Harry a look.

"Sorry." Harry sheepishly said. "I wasn't thinking… But at least I didn't bring up Gwen."

MJ sighed at hearing that name. "I guess so." She said as they fell into silence remembering how Gwen Stacy was the fourth member of their little gang since Elementary School and as the daughter of the Former Captain Stacy who was killed on the job, she had ways of defending herself.

Gwen was Peter's first girlfriend before she was killed three years ago by none other than Harry's father Norman Osborn.

Since then, Harry always thought that Peter had every right to hate him since his father killed Gwen in the guise of a criminal known as the Green Goblin, but Peter didn't blame him.

Unknown to them, Peter heard every word from where he was and he looked down remembering what happened that night.

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**-Three years ago-**

"Gwen?" An eighteen year old Peter Parker knocked on the apartment door. "It's Peter."

When there was no answer he sighed.

"Look… I know I'm probably the last guy you want to see right now due to me not showing up and I'm sorry." Peter thought back to how he had to fight the Vulture earlier. "I… I want to explain."

He was going to tell her that he was Spider-Man.

Peter's shoulders sagged when there was no answer and he turned to leave only to stop when he saw the door slightly jarred. "Gwen?"

Pushing the door open, Peter's eyes widened when he saw the state of the destroyed room before seeing a pumpkin bomb on top of a tan purse and a note saying where to meet.

"No." Peter realized what was going on as he quickly took off his civvies to show the Spider-Man uniform underneath.

He had to save Gwen.

It took Spider-Man no time at all to make it to the George Washington Bridge where he saw a man wearing a goblin costume with purple clothing covering the green skin on a metal jet-powered glider, holding an unconscious blonde woman with blue eyes over the edge.

"Hello Spider-Man." The Green Goblin said viciously as he smirked. "Or should I say Mr. Parker?"

"W-What?" Spider-Man was shocked by this before he tried to play it off. "You mean the photographer? Gobby, how would I take pictures while I fight-?"

"Don't act coy with me, Parker." Goblin snarled at him. "I know you very well and this is how."

With that Goblin pulled his mask off shocking Spider-Man even more.

"N-Norman?" The one villain who Spider-Man couldn't catch, the one who he had to go all out against, was none other than his best friend's father. "Why are you doing this? How did you find out?!"

"Because I want to prove to you that the heroes path is full of nothing but lies." Norman said with an insane smile. "And as for how I found out, you were bit by an Experimental spider in my company, Parker! Then 'Spider-Man' appeared two weeks later? It wasn't hard to connect the dots."

"Please, Gwen's innocent." Spider-Man tried to reason with Osborn, but he just let out an insane laugh.

"You think I care?" Norman asked incredulously. "I'm making sure that she leaves my property alone."

"Property?!" Spider-Man asked in anger.

"You exist because of me Spider-Man." Norman said with a twisted smirk. "I own you."

"You own nothing." Spider-Man went to move forward but Norman held Gwen over the bridge.

"Uh-uh-uh." Norman said in a sing-song voice. "No sudden moves."

"Let her go." Spider-Man ordered in anger.

Norman tutted and shook his head. "Poor choice of words, Parker."

As he dropped Gwen, Spider-Man stared in shock for two seconds before he reacted by shooting a web line catching her leg. '_Got her._' He thought in relief as he reeled Gwen in. Although he felt like something was off. '_Why isn't he trying to kill me while I'm distracted?_'

Once he pulled Gwen up, Spider-Man smiled. "It's alright Gwen, you're safe-." He stopped when he realized that her neck was twisted at an odd angle. "No."

Wanting to be wrong, Spider-Man checked for a pulse only to feel nothing.

'_No, it can't be._' Spider-Man thought as his eyes felt wet behind his mask. '_It just can't be. Not Gwen, please._'

Norman laughed breaking Spider-Man out of his thoughts. "Didn't expect that."

"**Y… YOU BASTARD!**" Spider-Man looked at Norman in pure anger. "**YOU KILLED THE WOMAN I LOVED!**"

Norman had a look of mock hurt. "Now that's unfair, I didn't kill her."

"**STOP LYING!**" Spider-Man shot forward intent on ripping him apart, but Norman moved out of the way.

"I'm actually not, Parker." Norman smirked. "Stacy was alive when I dropped her. What did you think was going to happen when you suddenly stopped her fall?"

Spider-Man stopped as he heard that, realizing what he meant.

But Osborn wasn't finished. "If you jumped down and grabbed her, she would still be alive." He had his arms crossed as he gave the web head a condescending look. "But the way you did it caused a whiplash, breaking her neck and you call me the bad guy? You're the one who killed the one you love."

Spider-Man fell to his knees in shock at hearing that before his Spider-Sense went off and he looked to see the glider coming to impale him.

"Screw keeping you alive, I'll be sure to repeat the experiment that made you in a more controlled environment."

Even though it was his own fault, Spider-Man felt a rush of anger at Osborn so he jumped into the air and nailed Osborn in the face, knocking him off the glider. "No you won't."

Osborn shook his head, but Spider-Man tackled him off the bridge as they grappled through the air. "You think you can win, Parker?" Osborn asked mockingly as he pulled out a razor bat and used it as a knife, managing to scratch Peter on his shoulder. "You have never been able to defeat me-."

Spider-Man cut him off by a punch to the gut, using most of his strength, causing the man to cough up blood. "I always held back, Osborn." Spider-Man said in a cold voice. "I still am, but I will break you!"

Knowing that Spider-Man was serious, Norman managed to kick him back before pressing a button on his gauntlet, causing the glider to fly down and catch him. "Keep up, Parker." Norman taunted as he pulled his mask back on.

"No problem, Osborn!" Spider-Man attached a web line to the glider.

"If you want a ride, you could've just asked." Osborn flew through the traffic underneath the bridge as cars swerved out of the way, while others just stopped to see the fight, as Spider-Man ran on top of one car getting closer to Osborn. "This has gone on long enough."

Throwing a Pumpkin Bomb to dislodge Spider-Man, the web head used one hand to grab it before he pulled himself forward. "I couldn't agree more." He said as he stuck it on Osborn's glider with some webbing, before jumping off.

"What?" Osborn looked back to see the bomb. "No-!" He got out before it blew up and he flew off the glider due to the explosion and skidded across the bridge as Spider-Man landed a few feet away.

"It's over Osborn." Spider-Man stated as a few people pulled out their cell phones to record this. "You're finished."

"You've gave me a good fight, Spider-Man." Spider-Man was confused on why Norman wasn't revealing his secret, before he realized that the man wanted to be the only one with the knowledge. "But how does it feel to lose another person close to you? First your Uncle, then good ol' Captain Stacy and now her daughter? People you care for tend to die, don't they?"

In a rush of anger, Spider-Man rushed forward and punched Goblin in the face causing the man to cough up more blood. "**SHUT UP!**" He roared shocking the civilians that were witnessing this event. "You've done nothing but cause death!" Punching him again the mask ripped off Osborn's face. "You've hurt innocent people, even put your own son in danger for your schemes?!" He kicked Osborn with enough force to cripple an ordinary human. "This ends tonight."

"Yes, bring it." Norman had an insane look as blood dribbled out of his mouth. "You love this feeling don't you? You just want to beat me to death with your bare hands. Do it." He had a light in his eyes. "After all there's only one way to stop someone like me."

Spider-Man had his hands around Osborn's throat and was close to finishing it. '_Just one squeeze._' Spider-Man thought in blind hatred. '_I just need to squeeze and it'll be over._'

While he was thinking that, Spider-Man looked out the corner of his eyes to see a lot of people looking at him in a mixture of pity, fear and anger.

Pity for the things that Norman said, fear for how Spider-Man reacted and anger at how Norman was still alive.

"Do it." One of the angered civilians shouted. "Kill that monster!"

A lot of people were voicing their agreements and Spider-Man was ready to do so but then he looked at Norman's face to see a sick smile.

'_H-He wants this._' Spider-Man's anger disappeared as he thought about what he was doing. '_And if I do this… Then Harry wouldn't have a father and…_' Looking up to where Gwen's body was, Spider-Man felt his shoulders sag. "No." He said dropping Osborn. "I'm not going to kill you."

"What?" Osborn looked shocked and a little angry.

"I want to so much, Osborn." Spider-Man clenched his fists. "For everything you've done I want to torture you to make you feel the pain you caused and then end you… But if I do that it'll just disgrace the people you killed. And despite everything you're still a father and I can't hurt someone by taking their family away, despite what they've done." Then he looked at Osborn. "But you'll suffer by going to Prison for the rest of your life, your identity is out, there is nowhere for you to hide.

Spider-Man didn't realize that this whole thing was being recorded, but Osborn snarled as he pressed a button on his glider. "I don't think so."

Behind Spider-Man, Osborn's glider flew up and shot forward triggering his Spider-Sense.

**(Spider-Sense: JUMP YOU DUMBASS!)**

As Spider-Man heard cries of warning coming from people around him, Spider-Man jumped to the air, doing a backflip as the glider shot at Osborn who tried desperately to stop it.

"No-no!" He got out before it impaled him right through the heart and the glider shot him forward until he was attached to the bridge with the light disappearing from his eyes, he managed a weak smile. "So you won, P-." He managed to get out before his head slumped and his last breath left him.

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'I_ was ready to confess why I was so late to everything and I ended up killing her__._' Peter thought morbidly. '_It was my fault for being careless about Osborn finding out who I was. That is why I can't let anyone get close to me._'

That was why he's been trying to avoid Harry, MJ and his Aunt May for the first few weeks after her death, but they've been pretty persistent.

Harry was the most persistent because he saw the recordings of what happened on the news and wanted to make up for what his father did to Gwen.

The young Osborn would've been lying if he said that he wasn't a little angry at Spider-Man in the beginning, but he knew that the web head did all he could.

Shaking his head, Peter decided to enjoy the party that his friends made for him.

"Hey, Pete." Harry walked up with a drink in your hands. "You're twenty-one, so I think you can do this legally."

"I don't plan to drink." Peter said shaking his head with the traces of a smile, but he accepted the glass from his friend after seeing him smashed a bit. "Plus, I have a class to teach tomorrow."

"I'm sure they can understand." Harry said with a shrug. "You can take one sick day right?"

"I have enough problems with attendance." Peter deadpanned.

"Just one."

Peter sighed in frustration. "Geez, you're like a child sometimes." He relented as he held the glass. "Damn peer pressure."

"Shh, that's my power." Harry said with a smile as he held up his own glass. "To friends?"

"To friends." Peter said as he took a drink only to cough as it burned his throat causing Harry to laugh.

"You have to get used to it, but maybe I should've gotten a drink to allow you to do so."

"Y-You are a jackass sometimes." Peter coughed out causing Harry to laugh.

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In a dark room, a man was watching what was going on with Peter through some hacked cameras. "Have fun while you can Spider-Man." The man said in anger before he made a call.

"_What can I do for you?_" The voice on the phone asked knowing the person.

"I wish for the services of your weapon, Dr. Rice."

On the other end, Dr. Zander Rice smirked as he heard a feral growl from a few rooms away. "I think she needs a job."

**To Be Continued…**

** I know, I have two other Spider-Man stories and I do this one? Personally, I blame reading a fanfic called Spider-Man's Life is a Game by RebukeX7.**

**That guy, or girl is a freaking genius!**

** But I decided to do this one as a crossover with the Avengers: EMH Cartoon and the Avengers haven't been formed yet.**

** So I hope that the fight with Electro was believable even if it was short, and the flashback to the Green Goblin.**

** It was my first time writing their characters.**

** Also, I had Harry actually see how much of a douche his Dad was, even after his death. Sure he was angry because of how he lost his father, but he was ashamed because of what happened to Gwen.**

**Then there were the side-notes about his Spider-Sense, I personally figured they would be funny and that is what it's practically saying at some points, right?**

**Plus, if you read comics then you know which Marvel Character will appear in the next chapter.**

**Also, tell me if you want a founding member of the Avengers to show up before the team is formed as well.**


	2. Notice!

Sorry but this story is up for adoption.

I actually didn't really have a plan for this story it was just a spurn of the moment one. I can't think of any direction to take it so I'm hoping that someone does adopt it.


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